The Nihilistic Fairy
by Dastor
Summary: When he realized what the heart is he died, but he is given a second chance in a new world to fully discover his heart. He is sent Fiore in the world of Earthland where there is magic instead of spirit energy. He won't be discovering his heart alone, however, he will be aided by the one and only Fairy Tail Guild!
1. From Espada To Fairy

Disclaimer! I do not own Bleach or Fairy Tail. They are owned respectively by Tite Kubo and Hiro Mashima!

Hey everyone! This is my first fanfic ever, and as you can tell it's a Bleach and Fairy Tail crossover featuring Ulquiorra in Fairy Tail's universe. Enjoy!

"Do I scare you, woman?" Ulquiorra asked Orihime as he reached his hand towards her, his body slowly disintegrating as they stood atop the roof of Las Noches.

Tensing up at his intense stare, she relaxed after a moment and gave him a tearful and compassionate look and said, "I'm not afraid." She smiled at him, "I'm not afraid" she repeated.

"I see..." was his only response. Orihime reached to grab his hand only to have it turn to ash as soon as she touched it. _'Now I see.'_ Ulquiorra thought as his body continued to dissipate at a rapid pace. _'Her heart was right...'_ his body was completely gone as he finished his thought, _'in my hands.'_ With that final thought he took his last breath in Hueco Mundo as the last of his body was turned to ash.

He was in a void of pure nothingness, he could neither see anything nor feel anything. It was as if his conscious was the only thing he had. "Am I not dead?" he heard himself say even though he could neither feel nor see his body in the void. "This is perfection. Pure emptiness is bliss. A fitting place for me to rest in pea..." his musing was interrupted by a sudden bright white light filling the void. The light although bright was not blinding and had and overwhelming calming essence to it. _'What is this light? Could this be…?' _His musing was cut short by a soft chuckling behind him.

Turning, his eyes widened as he saw a woman with shoulder length black hair that fell messily around her face, a bust a size smaller than Orihime's, green eyes with slits for pupils and teal lines going down her cheeks exactly like his own. She also had the exact same horned half helmet atop her head. This person was nothing more than a female version of himself, but she was the opposite as well. Her eyes full of life and emotion, her mouth smiling gently while his eyes were almost lifeless and his mouth always set in a line or frown.

"Who are you?" He demanded.

"**Who do you think I am?"** She replied.

Thinking for a moment he stated monotonously, "Kami, impersonating myself as a woman."

Dropping her she sighed disappointedly, **"And here I was hoping you'd be a little more expressive after finding out what the heart is, but I guess hundreds of years of emotionless life isn't going to be rewritten by a single moment of discovery."** She looked at him, **"Here, this should make things easier for you."** Ulquiorra could feel the distinctive _Thump, thump, thump _of his beating heart and then his body fading in slowly, and when he looked at himself he was dressed in his arrancar uniform.

"Why am I not dead, Kami?" Ulquiorra asked as he put his hands into their usual place within his pockets, his expression retaining the bored emotionless look that it usually wore.

"**Well, it's because you've caught my interest, Ulquiorra. You've been an immovable and emotionless object that considered everything below yourself as trash for hundreds of years and I was prepared to send you to Hell. But you final moments caught my eye. Your last words and thoughts, and most importantly your feelings at finding your heart through Orihime surprised me. Whether you know it or not, you were full of regret and remorse at having finally understood the heart only to die moments later." **Ulquiorra's eyes widened at this. He could recall feeling something that made him want to live longer in his last moments, but couldn't identify or figure it out. **"It wasn't fair for you to have just discovered the greatest portion of yourself only to die moments afterwards."** She walked over to him and looked him in the eye, **"I have decided to give you another chance at life, so that you can fully realize your heart. You would of course keep your memories and powers."**

The shock Ulquiorra felt at such an offer was clearly visible to Kami by his eyes widening and his jaw dropping slightly. She chuckled at his reaction, but became serious again when he spoke, "I accept your offer, Kami…and I would request two things if possible."

Confused and intrigued, Kami asked, **"What would those be?**

"I wish to keep my hollow hole and mask fragment with the ability to hide them if possible." He requested, his monotonous voice having the slightest tinge of excitement barely noticeable to Kami herself.

Smiling at that, **"and the second condition, Ulquiorra?"**

His face still set in its usual blank slate of boredom and seriousness "Why do you look like a woman version of myself?" He inquired flatly making Kami face-vault.

"**EHHHHHH? That's your second request?" **She questioned. Ulquiorra simply nodded. Giggling to herself, Kami explained **"I usually take on the form of a person in the opposite gender should I ever meet with them, though I do particularly like this form. I might use this one from now on"**

Ulquiorra's lips twitched upwards, confusing him greatly _'Why did my mouth do that?'_

"**The world I'm sending you to does not have hollows or shinigami. Instead it has humans, called mages, who can use magic. It would be wise not to underestimate them, like you did with Ichigo Kurosaki." **She explained, to which the 4th Espada nodded although his frown deepened at the mention of that man's name. **"This may be the last time we meet, Ulquiorra. Do not waste this new life, try to fully discover and understand your heart. And enjoy your new life. Farewell." **She finished as she opened a portal beneath Ulquiorra, surprising him, and sending him through it.

Falling, one second he was talking to Kami and the next he was falling through the air towards the ocean, he could see a large building on the cliff overlooking it. He tried to move but couldn't he looked at his body to see his wounds from the battle against Kurosaki present. _'Why can't I move? These wounds shouldn't hinder me this much.'_ He thought. Before he hit the water he thought he saw a flash of red and white jump of the cliff. He couldn't be sure though for once he hit the water he lost consciousness.

'He was on the roof of Las Noches again watching from above. His body disintegrating_. 'Is this a dream? It must be, for I've already lived through it'_ he thought. His eyes bore into Ichigo and Orihime's, seeing their compassion and will to live_. 'I wonder, if I was always the wrong one, not them.' _Ulquiorra pondered as the world around him faded to earlier in his battle with Kurosaki. "If you are doing this because you have a heart, then hearts do nothing but injure humans" he watched himself say to Ichigo after hitting him in his Segunda Etapa, "You will die because you have a heart." As he watched the scene unfold, he realized, _'The heart, perhaps I truly was wrong about it being weak and useless if Kami gave me a second chance to understand it.' _

When he finally regained consciousness he found that he was not in the ocean but in a bed inside of a tree from the way it looked. His keen eyes taking in all the details of the room. He saw two women in the room one was sitting next to the bed not realizing he had awoken and had white hair with a small ponytail in the front and was in a red dress and was probably just under 20. _'She must be the one who jumped into the water to save _me' Ulquiorra thought, _'She doesn't look strong, but her aura betrays some form of power, perhaps the magic Kami spoke of.'_ The other person, an older woman probably mid to late 80's with pink hair and wore a red cape, was reading by the bookshelf, _'Hmmm, she has no magical aura like the other woman, but her aura is authoritative feel to it.'_ Sitting up Ulquiorra asked flatly, "Where am I?" startling the younger woman.

The older woman merely turned to look at him and said, "My home. She brought you here after saving you from the ocean. You were seriously wounded when she found you, but by the time she brought you here, your wounds were completely healed. Between that and your aura I can tell that you're not human either. What are you?" She demanded.

Before he could answer however, the younger woman chimed in, "What was the portal you fell from? I was inside the guild hall when I heard this ripping sound from the sky outside. When I went to see what it was, I saw you falling and bleeding so I jumped in after you and brought you here."

'I see…" He muttered, more to himself than to them. Looking at them he debated whether or not to tell them the truth. He decided he would, for a reason unknown to him, it felt right to do so. "And you are correct. I am not from this world." He said as he reached up to his right eye and pulled his it out, black blood dripping from the wound. This caused the white haired girl to flinch and blurt out, "What are you doing?" He ignored her comment as he crushed his eye in his hand forming a circle of dust around them, showing the two women parts of his past and his world.

"Are you going to be ok?" the younger woman persisted, worry evident in her eyes even though he was a complete stranger, it puzzled him much like how Orihime was compassionate towards him despite his cruel treatment towards her.

He decided to answer this time, "I can regenerate any lost limbs and heal almost instantly as you noticed earlier, although it doesn't work for internal organs."

"Where I am from there are three dimensions where there is no magic, but instead there is reiryoku, or spiritual energy. One dimension belongs to the humans, who are weak and have little to no spiritual energy, making them unaware of the other two dimensions." He explained as the human world was shown from his visits there.

"Then there is the dimension, Soul Society, which belongs to the shinigami, souls of humans that had a fair amount of reiryoku, they ferry the souls of humans to the afterlife." The two women were mesmerized by his tale accompanied by the vision of the seireitei provided by his crushed eye.

As the vision changed to the white sands of Hueco Mundo and the grandeur of Las Noches he finished his explanation, "The last dimension, Hueco Mundo, belongs to hollows, beings that have no heart and devour souls to try and fill the void. They consume human, shinigami and fellow hollow alike to try to fill it and gain power. There are also hollows who have ascended above the others by breaking their mask to attain powers similar to shinigami, becoming arrancars." With his tale finished he opened his right eye to reveal it completely regenerated. "to answer your question from earlier, I am an arrancar." He stated simply as he revealed his bone helmet and hollow hole visible through his opened shirt.

The white haired girl shifted uncomfortably at the knowledge but didn't hold any hint of judgment or negativity towards him in her eyes. In fact, her eyes looked sorrowful, just like Orihime's did before he died in Hueco Mundo. The pink haired woman on the other hand, eyed him suspiciously, and asked one last question, "Why are you here in Earthland then?"

"I was a hollow unlike the others, they all retained their emotions, and the concept of the heart was foreign to me. What was it? Would I see it if I tore open your chest? Would I see it if I cracked open your head? I had pondered this for the hundreds of years I lived as a hollow, until I realized a small portion of what it was during the last moments of my life in that world." He answered flatly. "Kami intervened with my death and sent me here to fully realize what the heart is and to find mine" he finished looking between the two women.

'_Hmmm finding your heart, huh?_' the girl thought as she shook herself out her stunned stupor, "How could you have lived without knowing what the heart is? You must have been so alone and sad?" She asked.

He stared at her blankly before replying, "I have lived hundreds of years without the heart. I never felt any emotions, sadness, joy, anger, I felt none of it, never needed to. Nothingness is perfection, being alone was as close as I could get to it in life." His cold green eyes boring into her expressive blue ones he finished, "But the heart intrigues me and I will find mine so that my second chance at life is not in vain."

She smiled brightly at him and told him, "I think I know the perfect way to help you then! If you want to join a guild, then Fairy Tail is the perfect one for you to join to find your heart then! We're a big family there and everyone will be willing to help you find your heart. I'm Mirajane Strauss by the way. And this is Porlyusica." She said gesturing to the older woman. "What's your name?"

"Ulquiorra Cifer. What is a guild?" He replied simply

"A guild is a place where you and friends can gather, find work to do, and for people with nowhere to go place you can call home." Mirajane answered remembering her guild master's words well.

Feeling a strange urge that was completely alien to him, Ulquiorra decided he would try this guild out._ 'Why do I feel the need to join? I don't understand it. Though joining a guild could make finding the heart easier.'_ He pondered to himself, before saying, "Very well, I shall accompany you to this guild, Fairy Tail." This caused Mirajane to smile happily.

"Good! Now get out!" Porlyusica shouted, startling Mirajane. "You know I hate humans, and I've had to deal with you for the last few hours already." She continued her rant. Pointing at Ulquiorra, "You may not be human, but you smell is unbearable just like a human's." Ulquiorra's lips twitched upwards again,_ 'why do they keep doing that'_ he pondered. He couldn't ponder any longer as the old woman finished her ravings, "You're fit to go anyways, so scram! Both of you!"

Ulquiorra nodded as closed his shirt and stood up. Looking around he found his zanpakuto on the table next to the bed. He grabbed it and tied it to his waist, and nodded to Porlyusica before leaving with Mirajane. The familiar weight and presence of his zanpakuto, Murciélago, comforted him greatly even if he did not realize it.

As they walked through the forest, he could tell that the girl was dying to ask him something judging by her constantly shooting glances towards him and her fidgeting. "What do you want to ask me, woman?" he demanded monotonously, shocking the girl with his perception.

"I-I was just wondering what the 4 on your chest means?" She asked softly, embarrassed at the question since she was staring at his toned chest while he slept, and at her obvious nervousness.

"It was my rank as an arrancar. Every arrancar was ranked, the lower the number, the more powerful the arrancar. I was an Espada." He answered flatly

"An Espada? What is that?" Mira inquired as she tilted her head to the side, her curiosity growing even more.

"The Espada were the ten most powerful arrancars under Lord Aizen." He answered flatly, his expression never once hinting at enjoying or missing his past life or position. "It is worthless here now, though since there are no hollows or arrancar in this world."

Mirajane was awestruck and horrified. She couldn't feel magic from him but felt something similar but different, it was heavier and lighter at the same time and had a dark and sinister aura to it, similar to her Satan soul magic but even more so. She could tell that he was immensely strong, and to think there three others even stronger than him in his world. Deciding to change the topic to the future she began telling Ulquiorra about the guild that is Fairy Tail. "Fairy Tail may seem wild and disorganized, but we truly are a guild devoted to one another. For many of us it's our home and family. It's our heart, that's why I think we'll be able to help you find and understand yours hopefully." She smiled warmly at him.

It didn't take them too long to arrive to the guild. Mirajane was engrossed in telling Ulquiorra all about the guild and he was focused on listening to her voice, it was pleasant and comforting to him, though he didn't understand it our why, but decided to let it be instead of questioning it…for now at least. The two of them didn't notice two figures coming from another street towards the guild, two red heads. One was a young man with pink hair, a black vest and white checkered scarf, and the other was a young woman with long scarlet hair and a breastplate with the Fairy Tail mark and cross on the left side.

"Hey Erza, who was that weird looking guy with Mira?" The pink haired mage asked his companion. "I wonder if he's strong."

"Easy Natsu, I don't want you fighting him, something's off about that guy. He had a dark aura just like a dark mage's." She thought for a second, "We should hurry, incase he's an enemy to Fairy Tail!" she ordered and the two of them ran to the guild full speed.

Inside the guild Mira brought Ulquiorra to the bar where there was an extremely short man in his 80's sitting cross-legged on the bar wearing a striped hat and pajamas it seemed. "Master Makarov, are Erza and Natsu back yet?" Mirajane asked happily.

"No, not yet, they should be back soon though. The council couldn't have been too harsh on them for the incident at Clover Town." Makarov replied. Catching sight of the individual next to Mirajane, "And who is your friend Mira? A boyfriend perhaps?" He teased causing Mira to blush like a tomato and shake her head, while Ulquiorra raised his eyebrows slightly wondering, _'What does that mean? It must not be good if she's turning red about it.'_

"No, no, no, no, no, no it's not like that Master!" She babbled, though seeing him rolling around the bar laughing, she got an evil glint in her eye, "What's so funny, Master?" she questioned menacingly, frightening Makarov, and surprising Ulquiorra. "Any who! This is Ulquiorra Cifer, and he wants to join Fairy Tail!" She explained, cheery once again.

Looking Ulquiorra up and down, sensing his strange aura, "Mira, and Ulquiorra would you two accompany me to my office then?" Makarov inquired as he hopped from the bar and started walking upstairs towards his office. Mira and Ulquiorra followed suit.

A few minutes after they went upstairs, Erza and Natsu burst through the door only to find Mira and the strange man gone. "Where is the master?' Erza demanded, scaring some of the other guild members.

Lucy was the first to recover, "He went to his office with Mira and a pale guy dressed in white who wants to join Fairy Tail." She answered. "That guy was really creepy too, his eyes were so dead and he looked emotionless." She shivered thinking about it. Cana nodded in agreement as she drank booze directly from a barrel, "I couldn't feel any magic from him at all."

Hearing this worried Erza, so she charged upstairs without Natsu and burst through the guild master's office door with a sword summoned and placed at Ulquiorra's neck as she entered the room.

**Several Minutes earlier**

Makarov sat on his desk in the same style that he sat on the bar. "Ulquiorra was it? You're not a human are you?"

Ulquiorra nodded, "You're correct, I'm not human, and I'm not from this world."

"Are you going to crush your eye again?" Mirajane asked nervously surprising Makarov.

"What does she mean crush your e…" He stopped as Ulquiorra reached for his right eye again and pulled it out, scaring Makarov a little while Mirajane still flinched at it. Makarov cringed when the arrancar crushed his eye. And was surprised to see a shining dust created instead of a goopy mess. Ulquiorra explained everything that he did to Mira and Porlyusica to Makarov.

After hearing his tale Makarov made up his mind. Nodding he said, "Mira was right to bring you're here Ulquiorra, I believe Fairy Tail will be a good fit for you in your journey for your heart. Normally we don't have an initiation match for new members, but due to your lack of magic and powerful aura, I think it would be best to see how it compares to our magic. Though it will be against one of the S-class members judging by the power I can sense."

"Very well then, who shall I fight against?" Ulquiorra intoned in his usual bored voice just before the door was thrown open and Erza charges in with a sword at his throat.

"If you try to move or hurt anyone I will crush you!" She threatened not even realizing that Ulquiorra could barely feel the blade due to his hierro.

"Well, I think we found your challenger Ulquiorra!" Makarov grinned, confusing Erza at his lack of fear or suspicion towards the strange pale man.

"What are you talking about, master?" She asked as she glared at the arrancar.

"Ulquiorra is about to join our guild, but first we need to test his abilities and I think you'd' be a good opponent for him." Makarov explained as he jumped off his desk and headed towards the door.

"Ok, Makarov," was Ulquiorra's simple response to Makarov. Glancing back towards Erza who still had a blade against his neck, "Remove your blade from my neck…trash" His voice was so cold and dispassionate that it actually sent a shiver of fear down her back especially with his emotionless eyes boring into her. She stepped back and ex-quipped her sword, turning to follow Makarov to a training area behind the guild hall for the fight.

As they went through the main hall, everyone was curious about what was going on until Makarov announced, "Ulquiorra here is about to have an initiation match against Erza, you brats!" Most of the guild was shocked and sympathetic towards the new guy.

"Aww man that guy doesn't stand a chance against Erza." Wakaba said as he smoked his pipe.

"Yeah Erza is definitely a bad matchup for any newbie" Macao agreed.

Cana already had a bets booth set up when everyone came out to watch the new guy get pummeled. The entire guild watching was putting bets towards Erza winning, except for Mirajane who unexpectedly decided to participate in the bet and put her money on Ulquiorra

Mirajane surprised them with her statement, "I believe we're all in for a surprise if you ask me." Mira said with a smile as she watched Ulquiorra and Erza go to opposite sides of the field.

"Man! If he's fighting Erza he must be strong! Right Happy?" Natsu yelled as his blue cat stood on his head

"Aye Sir!" happy agreed.

"Good luck, you're going to need it!" Gray shouted towards Ulquiorra, who frowned slightly at him, his eyes emotionless as ever.

"Luck is unnecessary," was Ulquiorra's short statement.

"It takes a real man to face Erza without fear!" Elfman shouted, "Though a man also knows when to give up."

As Ulquiorra put his hands in his pocket Makarov announced, "This fight is to decide Ulquiorra's competency and potential as a Fairy Tail mage. Begin!" as he shouted the final word Ulquiorra did not move a muscle.

Erza on the other summoned a sword and charged at him, swinging the blade at the arrancar who sidestepped the strike easily. Stepping to the left, right, and back Ulquiorra evaded each strike effortlessly. "Sop dodging and fight me!" Erza demanded as she summoned a second sword and began attack the Espada with increased fervor and speed. Ulquiorra still had no problem dodging left and right to avoid the strikes, all without removing his hands from his pockets. "Is this all that you've got, trash?" He asked callously.

Getting frustrated, Erza re-quipped into plated armor covering her arms and legs, and chest with a metal flower covering it. Four wings made of blades, and a large skirt complete the armor leaving her stomach and neck are exposed. Her hair was loose, flowing down her back, and some covering half of her face. Among the spectators someone said, "Awe man, she's busting out her Heaven's Wheel Armor. That guy's done for now." She summoned a large number of swords above Ulquiorra and sent them streaming down towards him. He didn't move when they made an impact. Though after the smoke cleared from the swords, he was nowhere to be seen. All of a sudden there a static-like sonic boom next to Erza and Ulquiorra is standing there in the air after using his sonido. "You're wide open" He points out stoically. Erza looks at him and summons several swords to block on instinct before he kicked at her, shattering all of the swords and knocking her back quite a bit.

She tries summoning an innumerable number of swords again and flies down towards Ulquiorra slashing at him and yelling, "**Blumenblatt!"** Her slashes miss due to him sidestepping them, he looks at her with a bored expression and says "Is this all you've g…" but is interrupted as the mass of swords crash into him forcing him to the ground and creating a dust cloud and crater. "Not bad." He mutters as he steps out the crater and dust, his hands still in his pockets. He looks unharmed from the attack, only his clothes are slightly dirty from the crash and dust.

Realizing that the armor won't work against him, she re-quips into a new armor that is black with silver trimming. Two large shoulderpads sporting silver crosses are connected to a high collar. The breastplate merely covers her chest but still shows some of her cleavage and stomach just like her Heaven's wheel armor. Her waist is surrounded by plates except for her front which reveals her groin covered by fine scales. Her gauntlets cover her arms to the elbows and her greaves cover the entirety of her legs. The armor if finished with two black bat-like wings. Her hair is in a ponytail with her face framed by two bangs. "Let's see how you handle my Black Wing Armor," she challenged as she flew at Ulquiorra slashing at him. He dodges the first strike and pulls his right hand out and increases his spiritual pressure for a moment, making the air heavy for everyone around for a few seconds before the sensation vanished. _'What was that? If even for only a moment, his power was beyond mine. Who is he?'_ Erza thought as she stared at Ulquiorra in shock.

Staring at her blandly, he is slightly impressed that she didn't flinch like most of the spectators did when he released some of his reiatsu, or spiritual pressure. _'Perhaps she isn't trash, after all. Let's see.' _He though as he began concentrating spirit energy in his right hand. As it glows green he says one word as he points his hand at Erza, **"Bala."** Launching a ball of condensed spirit energy at her, Erza has no choice but to dodge. When it hits the ground a large crater is formed. Ulquiorra launches several more balas at her. She dodged all but one which she slashed in half, the two halves hitting the ground instead. Seeing that she could slash it in half, she flew towards the Espada at full speed. He launched balas at her which she either dodged or sliced in half, shocking him as she slashes her sword at him. He has no choice but to block with his right hand. Everyone is surprised that he stopped it so easily. But they don't see the small cut on his hand from her attack as he pushes her away.

"I underestimated you, it appears. You may not be trash after all." Ulquiorra stated simply as he pointed his index finger and thumb at Erza, gathering a massive amount of spirit energy at the tip of his finger, forming a small green ball of pure energy. Sensing the amount of power behind the attack, Erza flies to the ground and begins re-quipping into a new armor. This armor was bulky with a blue breastplate with the greaves being white and completely covering her arms. A short white metal plate skirt and white greaves covered her waist and legs. A spiked helmet covers most of her head except her face. She has to large shields connected to each arm that when put together make a tall hexagonal shape. She puts the shields together and a magic circle appears in front her just as Ulquiorra says **"Cero," **launching a beam of pure energy down straight towards Erza, smashing into her shield forcing her back a few feet. The cero continues to push against her shield, the power slowly cracking and breaking off small pieces of her shield and armor. Erza's shield and armor are completely cracked and falling apart after a few moments of continued assault from the cero. When her shield finally gives way and breaks she his hit by the remaining cero as it explodes upon impact, creating a large dust cloud.

After the dust settles, she is seen inside a crater larger than the others. Her armor is shattered and she is covered in bruises and scratches. Her shattered armor reverts back to the blue skirt and white blouse. She has trouble sitting up from her exhaustion and injuries. But she still has fire in her eyes he notices, and as she tries to stand up to continue to fight, reminding her of Kurosaki. She tries to stand up to continue the fight but stumbles forward. She is stopped by Ulquiorra holding her shoulder with his hand from behind. "You are easy to read, woman. But your determination is…intriguing," Ulquiorra states as he stares her down, making her uncomfortable.

Makarov declares Ulquiorra the winner. Not overly surprised the result, but still impressed that he didn't even use the sword he had. _'What are you truly capable of Ulquiorra Cifer?'_ he pondered as he watched the rest of guild's reactions.

"H-h-h-how could he beat Erza so easily?!" Lucy stuttered as she watched Ulquiorra keep Erza from falling.

Gray was pale in fear at the sight of the all mighty Erza losing…so easily to the arrancar. "How strong is that guy?" He gulped nervously.

"Gray, your clothes." Cana deadpanned as she looked from Gray to Ulquiorra, fear evident in her eyes, at a display of strength that could rival Gildarts.

"What? Damn it! Not again, when did it happen?!" Gray shouted as he realized he was only in his boxers…again.

Macao and Wakaba were speechless with their jaws dropped and eyes wide after Ulquiorra's display of strength. "He's a monster!" They cried in unison.

Mirajane was smiling ear to ear as she collected her winnings from Cana's betting booth. "I told you guys that we were in for a surprise!" She beamed. "But I didn't expect him to be that strong," She admitted.

"That is more than a man to beat Erza!" Elfman shouted pumping his fist in the air.

Natsu, stared in shock and awe at the two combatants. "He…he beat Erza, Happy."

"Aye" was the cat's answer.

"This means…that he's super strong! I wanna fight him!" He charged towards Ulquiorra only to be stopped by Makarov's giant hand.

"You're not ready to fight him yet Natsu. Look at Erza, she's barely standing after his last attack, and she used her Adamantine armor." The short guild master explained, looking the young dragon slayer in the eyes. "I believe he was still holding back greatly, considering he only used one hand and never even drew his sword," he reasoned.

"But old-man..." Natsu pleaded.

But Makarov only shook his head, "Not now, Natsu. You'll be ready someday though." With that he headed in, with the rest of the guild following him inside.

Before heading in, Ulquiorra drew his zanpakuto and cut his finger on it and pressed it to one of Erza's larger cuts, allowing a few drops of his blood to mix with hers. "What're you doing?" She demanded. But he ignored her as he waited for the blood to take effect. After a few moments of glaring at Ulquiorra, Erza started to feel relief wash over her and she saw her wounds slowly being healed in front of her eyes. "What is this? I thought there wasn't any kind of healing magic around?" She marveled at the feeling of it.

Ulquiorra looks at her, his eyes still dispassionate but not cold, "It's not magic. I have high-speed regeneration." He admitted, letting her go so that she could stand on her own now. He began walking towards the guild hall where Makarov and the others went

Until, "Wait!" He looked back to see Erza walking up to him. "You weren't using your full strength were you? She inquired, her eyes and tone giving no chance for him to ignore without angering her.

"You are correct there, woman. That was a small portion of it." He confessed blankly, before continuing inside. She was stunned, _'How much power does he have? He could be as strong as Gildarts or master Makarov.'_ She hypothesized.

After everyone was back inside the guild hall Mirajane walks over to Ulquiorra with the Fairy Tail guild stamp and asks him, "Where do you want your stamp, Ulquiorra? And what color would you like?" He stares at her blandly for a moment

He thinks for second before opening his shirt and using an extremely low powered cero to erase the 4 on his chest. "I want it where the 4 was, and the same green as my eyes." He requested simply, in his bored voice.

Mirajane nodded, "Ok!" and placed the dark green stamp on his chest, blushing slightly as she did so. "You're all set, Ulquiorra. Welcome to the family!" She exclaimed happily with a slight blush still on her cheeks. Which confused Ulquiorra, _'Why are her cheeks red again? Is she sick? She doesn't seem to be.'_ He mused mentally.

Everyone cheered and started to celebrate the addition of a new member, and it started well until, Natsu and Gray started fighting over the usual nothing. This resulted in tables, chairs, plates and mugs flying all over the place hitting various members and causing a full out Fairy Tail brawl to commence. In other words a usual day at Fairy Tail

Ulquiorra sat at the bar with Mira, Erza, and Makarov. "Does this happen, often?" he asked.

"Every day just about!" Mirajane quipped happily as she cleaned a glass. Ulquiorra's eyes widened at this. _'They fight like this every day and are still so friendly to each other? This is unusual.'_ He mused until a mug hit him on the head shattering upon impact. He looked towards who threw it and saw Natsu grinning sheepishly and scratching behind his neck. Ulquiorra simply sent an extremely low powered bala towards Natsu, hitting him in the face with a small explosion, effectively knocking him out for a few moments. Ulquiorra turned back to Mira and Erza and sighed, causing them to chuckle.

**AN:**

What'd you all think of it? This idea was inspired by several different crossovers featuring either Naruto and Fairy Tail or Bleach and Fairy Tail. I also made it since there aren't nearly enough fanfics featuring Ulquiorra. I have a fairly good idea as to where I want this to go at least up until the Grand Magic Games arc of Fairy Tail.

Thanks for reading and hoped you enjoyed it. Please review if you get the chance. Criticism would be much appreciated. Any advice as to how I could improve my writing to do the story and characters justice from both shows would be awesome too!

Until the next chapter!


	2. the S-class Espada

Disclaimer! I do not own Bleach or Fairy Tail. They are owned respectively by Tite Kubo and Hiro Mashima!

**AN:**

I just want it to be known that this story was inspired by the fanfic, "Cure to Emptiness" by Robert001. A great story so far, can't wait for more updates by him for it. With any luck I might do another crossover with Ulquiorra in some other shows I like, since he is my favorite character in Bleach, well him and Hollow Ichigo.

It's been about a week since he had joined Fairy Tail and he has found the entire experience so far to be loud but…interesting. There were brawls among members every day at least once. How this guild hasn't gone bankrupt from all the furniture replacements is a mystery to him. Even more surprising is how they can cause so much collateral damage on the jobs and still be allowed to exist

"How're you settling in, Ulquiorra?" Mira asked with her usual smile as she was wiping down the counter.

"Well enough. Finding a place to live wasn't hard after dealing with trash for my first job here." He replied monotonously as usual. Taking a sip from the tea Mira had made for him he added, "This tea is good, thanks Mirajane."

"You're welcome!" She beamed at the praise, especially since Ulquiorra hardly gave praise to anyone, even Erza hardly earned a compliment about her skills. "Would you like another cup?" She offered smiling at him again. _'She sure does that a lot, just like that trash, Nnoitra. But her smile isn't sickening like his, it isn't unpleasant.'_ He mused to himself as he nodded.

Right after she placed the new cup in front of him, they heard Natsu challenging Erza to finish a duel. Ulquiorra raised an eyebrow at this and turned to see it.

"Erza! Let's pick up where we left off!" He demanded the red haired mage who was drinking some tea at a table.

"Don't be silly. I'm tired." She refused, putting the tea cup down. Not taking no for an answer, Natsu engulfed his fists in fire and charged towards Erza anyways.

"Here I come!" He yelled as he charged.

"Sheeesh" Erza muttered as she stood up and punched the dragon-slayer in the gut, knocking him out in one punch. Shocking Elfman, Gray, and Lucy at the easy win. "Very well. Let's begin," Erza conceded knowing that she already won making Elfman, Gray, and Mirajane laugh. Even Ulquiorra's lips lifted up a little at the exchange.

Ulquiorra and Mira returned their attention to the bar when he heard Makarov grunt and the two of them looked to see him sitting cross-legged on the bar. "What's the matter, Master?' Mirajane asked worriedly.

"Oh…I'm sleepy…" was his tired response, struggling to keep his eyes open. "It's him…"

As he said that Mirajane started sway as she fell to the floor asleep. Slightly startled, Ulquiorra began to look around only to see every single person in the guild hall falling asleep, he could only feel three people still awake, himself, Makarov, and Laxus on the second the floor. "Who's him?" Ulquiorra inquired flatly completely unaffected by the magic.

"It's Mystogan, one of the other S-class mages of Fairy Tail…" Makarov yawned. "He always puts everyone to sleep before coming in to get a new job."

"I see," Ulquiorra muttered as he looked behind him to see a man covered head to toe with only his eyes visible. He wore a dark blue cloak with a high collar. His arms and legs were mostly wrapped in bandages. On his head he wore a dark blue bandana with a forehead protector on it and a green mask over the majority of his face. He had four staffs on his back and one with a fin-like tip to it in his hand.

The man walked to the job request board, grabbed one and walked over to the master, surprised to see Ulquiorra staring at him with a bored expression. "I'll be taking this one, master." Mystogan stated, showing Makarov the job sheet.

"Hold on! Lift the sleeping spell" the guild master managed to say under the effects of the sleep spell.

"Why put them to sleep?" Ulquiorra intoned blandly, his eyes boring into Mystogan's, his aura and stare slightly frightening the man. "Is it because you have something to hide? I wonder, but it is not important to me, everyone has their secrets" he finished, taking another sip of his fresh tea and effectively ignoring his presence. Reassured that the arrancar wasn't a threatening him, he left, counting down from five as he left. Once he finished, he was gone and the spell had been lifted.

Everyone started waking up instantly, except for Natsu, "th-this feeling…Mystogan?!" Jet muttered as he rubbed the sleep from his eyes while standing next to Macao, Levy, and Droy.

"That bastard…!" Droy moaned face-palming in irritation.

"His sleep magic's as powerful as ever." Levy noted with a yawn.

Lucy, however was standing with a loom that screamed lost and confused, "Mystogan?" Elfman and Gray standing nearby heard her murmur the name is confusion.

Elfman explained, "He's in the running for the strongest man in Fairy Tail."

"Huh!?" was Lucy's shocked response.

Removing his hand from his face, Gray continued, "For whatever reason, he doesn't want anyone to see him." Looking towards the board, "So he puts everyone to sleep like this whenever he takes a job" he finished.

"Are you serious? That's way suspicious!" The celestial mage accused.

"No one but our master knows what he looks like," the ice mage explained to her as they looked towards the master.

"No. I do." A masculine voice interrupted from the second floor. A young man in a long-sleeve tan shirt with dark brown spots over it with a large black coat with grey fur lining and trimming. He also wore a pair of headphones with a spike coming out of each one. He had blond hair and lightning bolt shaped scar on his right eye.

"Laxus!" several of the members shouted in surprise, "You're here. This is rare."

"Another candidate for the strongest member," Gray answered Lucy's unspoken question, holding his head in one hand as he sat at a table. Lucy gasped slightly.

"Mystogan is shy. Don't get too nosy." Laxus chided the guild mockingly.

Hearing Laxus' voice, Natsu jumped up, "Laxus! Fight me!"

"Erza just gave you a beat-down," Gray pointed out, though Natsu wasn't listening, focusing his attention on Laxus.

Laxus smirked down at Natsu, "That's right!" You don't stand a chance against me if you can't even beat Erza."

Erza hearing that remark, stood up abruptly with a frightening look on her face that scared Gray to step away from her quickly in fear. "What does that mean?" She questioned the blonde man.

"Whoa, calm down, Erza…" Gray tried to settle the requip mage down with limited success.

Throwing his arms up Laxus announced, "I mean that I'm the strongest!" His statement angering Natsu greatly.

"Get down here you jerk!" the fire mage demanded, practically igniting his fists in fire in frustration and excitement to fight Laxus.

"You come up" was the response.

Already psyched up for a battle Natsu prepares to run to the second floor, "Fine by me!" He shouts as he starts running towards the stairs. Until he smashed to the ground by Makarov's giant fist before he even reached the bottom step.

"You're not allowed on the second floor! Not yet!" Makarov stated firmly not looking at Natsu. He hadn't moved from his original position other than his left arm which was massive now and held Natsu down. The said mage was struggling fiercely to get out, but to no avail.

To add insult to injury, "Got yourself in trouble." Laxus jeered at Natsu. His remark was the last straw for the master though

He shouted, "Laxus! That's enough out of you!"

Looking at his hands Laxus began, "I won't let anyone take the title of Fairy Tail's strongest. Not even Erza or Mystogan!" Pointing to himself with his thumb, "I'm the strongest!" he finished arrogantly.

"No, you're just worthless trash." A monotonous voice cut through his boasting like a knife. Looking towards the source he sees Ulquiorra calmly sipping the last of his tea, not even bothering to glance at him.

"You think you're stronger than me just because you defeated Erza easily? She isn't half the mage that I am!" Laxus growled, his anger evident as he glared down at the arrancar.

Finishing his tea, he set the cup down and turned towards Laxus, his seemingly lifeless eyes boring a hole into Laxus', unsettling the mage greatly. "If I were to use my true power, you wouldn't stand chance." The dispassionate tone and emotionless face really freaked Laxus out along with that threat, he could tell the man wasn't just boasting. There was something powerful and hidden about his aura as though he had even more power sealed within him, he felt a shiver of fear go down his back, but he ignored it.

"We'll see about that someday." Laxus countered as he walked away.

A few hours later after all the excitement had calmed down, Lucy sat down at the bar next to Ulquiorra. "What was the master talking about earlier? Why can't we go up to the second floor?" She asked Mirajane after she gave her a drink of water.

"It's still a bit soon for you, but the request board on the second floor has jobs far more difficult than the ones on the first floor. S-class quests." Mira explained looking towards where the request board was in from the bar.

"S-class?!" Lucy exclaimed in shock. She sure has been doing that a lot today she mused.

"They're dangerous jobs, where even a momentary lapse of judgment can be fatal, from what I've gathered so far. I'll be finding out myself tomorrow." Ulquiorra intoned flatly, scaring Lucy a little bit with his words, but the fact that he wasn't afraid reassured her slightly.

"But the pay is also that much higher." Mirajane continued, "Only mages given our master's approval can take s-class jobs. Including Erza, Laxus, Mystogan, and now even Ulquiorra here!" She beamed.

"Really? You've only been here for a week," Lucy began. "But you are super strong though, so I guess it makes sense," she conceded. "I wish I could be as strong as you or Erza" she finished with a sigh as she thought about what it would be like to have their strength.

"This strength of mine, while a gift, was once a curse for me. Others like me would try to fight and consume me in order to add to their own power for a while." Ulquiorra recalled, thinking about his days as a hollow before he broke his mask. "And strength comes in many forms. Sometimes physical or magical, other times in the form of will, resolve, the mind, and as I learned recently, the heart," He said to the celestial mage shocking her with his words of wisdom.

"Ahhh, I see what you mean. I'll have to figure out my strength and become stronger through it. Thanks, Ulquiorra!" She smiled at him.

He nodded in acknowledgement. "I'll be going now, I should rest before taking a job tomorrow. I'll see you two tomorrow." He said simply as he got up and left to his home.

"What do you think of Ulquiorra, Lucy?" Mira asked as she started washing the cup that the Espada had used for his tea.

"Hmmm, he still freaks me out a bit. His aura is just so foreboding and he shows no emotions." Lucy admitted looking at her cup of water and seeing her gloomy expression. "But you can tell that he's not an evil person, he stood up against that jerk, Laxus when he was insulting everyone. And he's always polite and helpful, a little quiet though," she added looking up at Mira with a small smile.

Mirajane just grinned back at her and said, "I think he makes a great addition to the guild just like you did. Though I'm sure if we pay attention enough, we'll see him smile eventually even if it's a small one." Putting the dish underneath the counter she began closing up shop. I'm heading home too, Lucy. You should probably do the same, who knows what kinds of trouble Natsu will cause you tomorrow."

"You're right Mira, I'll see you tomorrow!" Lucy waved as she got up from the bar and left the guild to go home.

The next morning Ulquiorra was sitting at his now usual spot at the bar, sipping a cup of tea again. He was currently talking with Makarov about S-class quests and the process of becoming and S-class mage. "I know you said you'd allow me to take S-class quests from the start. But you're making a full-fledged S-class mage even though I've only been here for a week and haven't taken the guild's S-class trial?" Ulquiorra asked, confused. He knew he was capable enough, but it went against the guild's standard policies.

"Yes, I saw everything I needed to during your battle against Erza," Makarov explained. "You showed the strength of an S-class mage, complete control over your abilities, awareness of yourself and your opponent during the battle, and mercy. You could have let Erza heal by herself and suffer a few days, but instead you used your power to speed it up even though it was unnecessary."

"I see. Thank you Master Makarov," Ulquiorra nodded finishing his tea. He stood up from his stool and headed up the stairs to check out the S-class requests. When he got three quarters of the way up, Mirajane ran down them past him.

"Oh no!" She shouted. "Master! A job flyer is missing from the second floor request bored!" Wringing her hands in nervousness, Mira awaited for the master's response.

"Spoooooot!" was his response as he spit out the coffee that he was drinking, soaking some other members in coffee.

Wakaba, sitting with Macao asked, "What? A job sheet's missing?" as he smoked a cigarette.

Macao drinking a beer added in, "If it was on the second floor then it was an S-class job."

"What kind of dummy would do that?" Laki thought aloud.

"A cat. I saw a cat with wings take off with it," Laxus informed everyone from his seat on the second floor.

"Happy did?" Mira asked confusedly.

Several members of the guild started taking about it being Natsu and Lucy and began questioning their intelligence and sanity for that matter. Taking an S-class job was dangerous after all.

"This is a serious breach of the rules," Laxus mused. Lifting his head and looking towards the ceiling he shouted, "Gramps! You're kicking 'em out the moment they get back, I assume? Though given their skill level, I doubt they'll come back alive from an S-class job."

Mirajane had made her way back upstairs and walked up to Laxus with her hands on her hips. "Laxus! Why didn't you try to stop them if you knew?" Ulquiorra had also made it up to the second floor, without anyone noticing, and was looking at the remaining job requests, not really caring about the problem, but still listening.

"All I saw was a sneaky cat run off with a piece of paper in its mouth. I never would have thought it was Happy, or that Natsu would try an S-class job" The blond mage denied Mira's accusations coolly. Still sitting with his eyes closed and legs propped up on the table. Seeing Mira's pissed off look he just laughed, "Oh? You haven't given me that look for a while."

Interrupting the argument upstairs Makarov asked, "What flyer was taken?" When Mira told him it was the Cursed Galuna Island job, his eyes widened. Everyone else in the guild gasped in shock at Natsu's stupidity and apparent insanity. "Laxus! Go bring them back!" Makarov demanded his grandson.

"Don't be silly! I have my own things to worry about." He refused arrogantly waving the order off. "Members of this guild are supposed to be able to take care of themselves…Right?"

"Laxus! Who besides you can bring Natsu back by force?" Makarov shouted in anger, "I won't send Ulquiorra to bring back Natsu after only being here for a week!"

Ulquiorra decided to take the one to capture an Argus, a dinosaur similar to the Tyrannosaurus-Rex located in the Lost Forest. The reward for it was a staggering 9 million Jewels. He grabbed the sheet and took it downstairs, hearing Gray deny Makarov's last statement and demanding that he be sent to retrieve the fire dragon-slayer. He showed the flyer to Makarov after Gray left, "I will complete this job, Makarov."

The short guild master nodded, "Very well, Ulquiorra. The Lost Forest is east of Fiore's capital, Crocus. I know you don't need luck, but good luck anyways!" He grinned at the Espada who nodded in acknowledgement before he left.

When he reached the outskirts of Magnolia, he released some spirit energy into his legs and used sonido to travel. Trees, plains, and some farms were flying by him as he sped through the countryside. He didn't use sonido the whole time though, he didn't want to tire himself out wastefully. He would use sonido for an hour and then walk for a half hour. He quickly reached the mountains two hour into his journey. _'Hmm, should I go straight through and possibly have to fight some sort of creature? Or should I go around?' _Ulquiorra pondered as he stood atop a tree at the edge of the mountain range.

Finally coming to a decision he took off towards the edge of the range, having chosen to skirt the mountains and avoid fighting unnecessarily. After an hour and a half he saw Era, the headquarters of Magic Council from what Makarov had told him. He lowered his spiritual pressure to further hide his presence as he went past it. He didn't want to have to deal with their interfering in his life just yet.

He soon saw the massive city of Crocus come into view, but he paid it no mind since he did not have to go there for the job until he captured the Argus. While magnificent looking, He didn't care for it, for to him, nothing truly compared to the grandeur and elegance of Las Noches.

When Crocus was long gone from view and he was at the edge of the forest, he decided he was going to rest for the night. _Fairy Tail, a guild that values the heart of their comrades and…friends. I'll see if I can find the true value of…my heart.'_ He thought before he let sleep tale him.

Meanwhile on Galuna Island, Erza has just saved Lucy from a giant rat dressed as a maid. She also detained Lucy and Happy for stealing the S-class quest, and would do the same for Natsu and Gray if they were found. _'Perhaps the master should have sent Ulquiorra to get them. That high speed technique of his would make finding Natsu and Gray so much easier.' _She wondered, thinking about the battle between the arrancar and herself. _'That kind of power is truly dangerous, but he seems to be in complete control of it, unlike the majority of Fairy Tail.'_ She sighed.

Lucy, noticed the thoughtful look on the requip mage's face. "What's on your mind Erza?" She asked, shifting slightly to get more comfortable while being wrapped in a coil of rope. But ultimately couldn't find any way to be more comfortable and groaned.

"I was thinking about how useful Ulquiorra could be to the guild, especially at finding rule breakers, like you four." She answered softly at first, but the last three words were said sternly. "Well, better get some rest, if we're going to find Gray and Natsu tomorrow." She stated as she laid down to rest, leaving Happy and Lucy still tied up and unable to move much.

When he awoke, he ate a few pieces of bread that he brought with himself for the trip. He also drank some water from a nearby stream. He didn't linger at his campsite for long, not that you could really call it that, he just slept against the trunk of a tree and didn't even make a fire, not that he needed to with him being an arrancar and the weather being fairly warm anyways.

The 4th Espada began his search for the Argus immediately. Sending out his pesquisa to try and sense a large being within the area. He found nothing, so he sonido'd further into the forest, using his pesquisa every so often to try and find the dinosaur. Even though he was using pesquisa to try and sense for the target, he was still wary of his surroundings, looking for any clues as to where the beast was located. After three hours of fruitless searching, he came upon a set of rather large tracks, as wide as a man is tall. Looking around and using his pesquisa he could tell the beast was running from something in fear. He began to put some pieces together and sighed. "This is troublesome." He muttered as he lowered his spiritual pressure greatly.

He realized that his spiritual pressure was frightening the creature since he hadn't been reigning it in since he got to the forest, being so far away from civilized culture why would he have to hide his power unnecessarily. Once he lowered it enough and followed the tracks silently for a while, he couldn't tell the time by the sun, the trees blocked it out completely in most of the forest. Ulquiorra was soon able to hear the monster moving up ahead and its distinctive roar, though loud bark would have been closer. The arrancar raised his eyebrows marginally at the sound. After a few more minutes of following the trail, he came up a clearing where the beast was, it didn't sense his presence for it was occupied devouring the remains of its latest kill, a massive bear apparently. His jaw dropped a few centimeters upon seeing it. The dinosaur looked…ridiculous! It had the basic T-rex appearance, but larger. It was mostly blue with green and yellow stripes covering it. There were dull orange spikes above its eyes that resembled eyebrows, and its tail, twice as long as that of normal T-rex, was segmented in twenty portions of hardened armor. The last five sections were significantly duller than the rest. Closing his mouth and regaining his composure after a second, he sonido'd above the beast prepared to hit it in the back of the head to knock it out quickly.

But the beast apparently had a keen sense of hearing as it must've heard the static of the sonido even over the sound of its eating. It shifted its head to the side, dodging the blow and swung around to snap its massive jaws at the culprit. With his honed instincts, Ulquiorra easily jumped back to avoid the creature's jaws that would easily fit 3 people in them. The creature used its spinning momentum to whip its segmented tail at the arrancar who used his right arm to block it but was sent flying back into a tree and creating a human-shaped indent. The beast had a massive amount of physical power.

'_Hn that segmented tail is more dangerous than it looks. The sections towards the tip must be heavy and made of s denser and stronger material tan the other sections.' _The Espada thought as he climbed out the indentation and analyzed the dinosaur's movements as it charged at him. Noticing that its head was covered in the same dull armor as the end segments of the tail, _'This thing is quite bothersome, its head wasn't covered in that dull material earlier. It must be able to cover itself with that for battles. A normal S-class mage would have their work cut out for them against this monster.'_ He stood his ground as the Argus drew closer. Just as it was about to ram into him, he moved to the side and sent a powerful kick into the monster's temple shattering the armor and sending the Argus itself to the other side of the clearing and through a few trees. Sonido'ing to the monster and seeing it knocked out, he opened his right hand and created a small dark purple box and tossed it towards the Argus. Upon contact, the box exploded in lines of white and purple creating a box around the unconscious monster. When the box was formed it shrunk back into to the original size and disappeared.

Having caught the target, Ulquiorra proceeded to leave the forest and head home. It was already well after noon by the time he left the forest. He decided he would travel to Crocus and finish the job, continuing home to Magnolia afterwards. Using the same travelling strategy as before, he quickly reached the capital. Upon entering the city he went straight towards the nearest store, which turned out to be a massive bookstore, and asked about the where the grand zoo was, though the shopkeeper wouldn't tell him anything without buying something. So he decided to buy an old looking book on the history of magic for 5000 Jewels. The storeowner then told him that the zoo was located just outside the city and was built into the side of one of the mountains.

Ulquiorra left immediately and went to the zoo. Upon his arrival he was greeted by a short old man, with white hair surrounding the bald top of his head. He had glasses and wore a white collared shirt and white khakis. "Welcome to Magical Park! Fiore's greatest zoo, housing many rare and previously unknown creatures! I'm the owner of the park, Wallace Hammond."

The arrancar, not really interested in the park, answered, "I'm here for the job request for the capture of an Argus." His calm demeanor and bored tone of voice, confusing the man, for the job was extremely dangerous, even to S-class mages. Either this man before him was arrogant, ignorant, or the unlikely possibility that he is truly capable of the mission.

"Ah…I see. This job is best handled with a group of mages I believe, the Argus is an extremely dangerous creature. The job should have been listed as SS." He informed the Espada nervously, fearing the loss of the mages life or interest in the job.

"No need for that. It is already done." Ulquiorra stated blandly opening his hand and creating the small box. "I have the creature captured in this **Caja Negación**. Bring me to where it needs to go, and I will release it there."

"Wow! You must be a powerful mage to capture it. Right this way!" Hammond exclaimed bringing the arrancar through hallways that lead passed many exhibits, most of them small creatures. Some were weird looking lizards with multiple heads or even wings. After going through a few hallways they reached a large door that would've been able to permit a being the size of the Argus to go through relatively easily. It was covered in runes and surrounded by crystals, Lacryma if Ulquiorra remembered correctly. "The exhibits before this are nothing compared to what's behind this door. Welcome to the real Magical Park." Wallace stated as he turned a handle on the side of the door, causing it to open wide.

Ulquiorra and the owner walked through the door into a massive hallway that had dozens of doors on each side, probably doors leading to the larger exhibits most likely. Each door was very similar to the one they just came. They went all the way to the end and took the last hallway on the left, the only open door which led to a hallway. The hallway was rather long and winding and had several areas where there were lines of runes and lacryma making a ring around the hallway. _'They are very thorough with their safety. Those doors are all covered in runes and lacryma to probably fortify them or repel the monsters held here. And they rings of runes and lacryma in this hallway are most likely in every hallway here to either seal or slow the creatures locked up. That would buy them time to close all the doors and activate the magic barriers to keep them from escaping any further. Not bad.' _Ulquiorra mused as his gaze took in everything about the facility even though he looked uninterested in everything to the regular observer.

After about ten minutes of walking they reached another large door exactly like the others. The owner opened it, revealing a massive forested terrain that would easily fit the Argus. "This is where we shall release the Argus." Wallace announced, prompting Ulquiorra to step forward and toss the cube a good thirty feet away, when it hit the ground it expanded and shattered revealing the still unconscious monster. "Amazing!" Wallace gasped in awe at the creature. "This will be a great addition to the park. I bet you're wondering how the customers will be able to see these creatures with their exhibits so far apart and spread out." Ulquiorra just nodded at the question. "It's very similar to a requip mage's magic, each of these exhibits is really a different dimension created by a large group of lacryma. The hard part was making the exhibits viewable to our customers in a convenient location, as well as accessing the dimension. The door to each exhibit is a permanent gateway between the exhibit dimension and this one, the same goes for the windows to the exhibits." Hammond finished his explanation as they walked out of the exhibit and closed the door behind them. They went to his office near the main entrance. He opened a safe and took out 9 million Jewels handing them to Ulquiorra. "Thanks for your help, mister…"

"Ulquiorra Cifer, and it was no trouble Mr. Hammond." Ulquiorra replied monotonously as he accepted the money and put it in his pocket and left. Once he was out of the park, he headed back home to Magnolia. He reached Magnolia well after nightfall, though the dark had little effect on his sight. He went straight to his small home, not too far from Lucy's in fact. It was a small apartment similar to Lucy's in design and size, it must've been built by the same company. It was sparsely decorated due to him only living there for a week and he isn't much of decorator anyways. The walls were teal, just like the lines on his face, and he had green blankets and pillows on his bed. He took a quick shower before going to sleep.

He awoke relatively early and went to the guild for breakfast. Mirajane was a great cook he had to admit, he always ate the food she made at the guild. On his route to the guild hall his sharp hearing picked up all the whispering of the people on the streets. They were talking about something bad happening to the Fairy Tail guildhall. He quickened his pace considerably and hurried to the guild hall.

When he arrived he didn't see the usual welcoming building he was used to, but instead he saw the same building impaled by over a dozen massive pillars of iron from every direction. His hands clenched at the sight, he felt the need to crush whoever did this, for despite his brief time as part of the guild, and they welcomed him openly and accepted him despite what he was. He quickly reigned in the burst of anger. He knew why he felt it, but didn't understand why or how, _'This is confusing still. I am angry because this is the place where I was accepted openly. But how could I feel it so easily? Why?' _He contemplated as he strode through the entrance. He saw the entire guild hall in ruins, it looked like what he imagined the inside of a pincushion would but with debris scattered about. He used his pesquisa and found the majority of the guild down below, he also sensed the presences of those who went to Galuna Island down there as well. _'I wonder if they'll be excommunicated for that, but from what I know of Master Makarov, he'll let them off with a warning at best. That man's kindness might end up hurting him one day.´_

He found the door leading to the basement and climbed down, finding everyone down there and acting like normal, minus the brawling, albeit a feeling of sadness in coming from them. Ulquiorra noticed that Team Natsu was around the guild master, who was sipping a beer and clearly drunk, and Mirajane was to the side of the master. Natsu was complaining about the guild hall being completely destroyed which the master just waved off as nothing. The Espada stepped between Natsu's group and Mirajane. "Makarov, I have returned, what's happened here?" the Espada asked looking around at the members nearby.

"Phantom Lord, another guild, attacked us. Thankfully while no one was here though." Mirajane answered him sadly.

"And we are just going to let them get away with such an act?" Ulquiorra inquired calmly, though his eyes showed a hint of anger barely noticeable, though Mira caught it for a second. "If they aren't dealt with, they'll most likely come back again and possibly with the intent to hurt us." He reasoned thinking about how he let Ichigo Kurosaki live the first time he dealt with him, only to be defeated by him on their third encounter.

"Yeah! There's no way we can let them get away with this!" Natsu shouted as he punched a nearby crate.

"We're not talking about this anymore. We'll handle job requests down here until the upstairs is repaired." Makarov decided. Natsu began to argue but he cut him off, "Natsu! That's enough of out you!" he shouted, stretching is arm out to spank Lucy's butt.

"And you spanked me because?" Lucy asked.

"Keep your hands to yourself, master." Mira fumed.

Jumping off the crate and running off with his hands in the air Makarov began to leave.

"Where you going old man?!" Natsu yelled.

"Keep your dress on! I gotta take a leak." He slurred back.

Looking down glumly Natsu muttered, "I don't understand why he's being like this."

"Listen, his is as hard on the master as it is on you. He's mad, but conflict between the guilds is strictly forbidden by the council." Mirajane explained to the group. Her sadness at the situation shown in her tone and eyes.

"I see. If that is the case then I shall wait. When they strike again, I will crush them." Ulquiorra intoned his calm tone and almost bored eyes, if you could see the hint of anger in them like Mirajane, was unsettling but at the same time reassuring since it showed that he was dedicated to the guild. "I shall spend the night here to stand watch." He stated, his eyes losing the hint of anger in them.

"It's not fair! Phantom Lord started this!" Natsu began shouting, waving his arms around spitting fire with each word.

"If the master's decision is that not retaliate. Then we must respect it." Erza said firmly. Everyone in the group, minus Ulquiorra, looked down in defeat. Natsu growling as he did so. When night came, the master had everyone leave in groups to go home. Though Lucy didn't here that and went home alone, only to find the entirety of her team making themselves comfortable in her room, yet again.

Before he left, Makarov looked to Ulquiorra, who was sitting at table in the basement reading the book he purchased from before. "If they do attack again, don't go overboard, just rough them up enough to make them give up." He ordered.

"Very well, Makarov." Ulquiorra replied looking up from his book. "I wouldn't want to kill them and have to deal with the repercussions of that, but they will know who they're dealing with if they attack Fairy Tail." He went back to reading the book. Makarov left at that.

Meanwhile Levy, Jet, and Droy were walking down the street heading to one of the guys' homes. "Are you sure this is ok Levy? Wouldn't it be better for you to stay with Laki and the others at the girls' dorm?" Jet and Droy asked the blue haired mage ahead of them.

"It's fine. I don't want to split up our team." She reassured them, walking happily with her eyes closed, totally oblivious to them falling backwards with hearts in their eyes at her statement.

"There isn't anything the three of us couldn't handle. I'll always protect you." The two guys said to her, each trying to gain her affections without success. None of them noticed the man on the rooftop nearby. He had red eyes, long black spiky hair, and round studded piercings on his eyebrows, on the sides of his nose, on his chin, and on his arms. He was dressed in white pants tucked into brown boots, and ragged black shirt that had no sleeves and had sides and a back that went down to his knees, a studded belt, brown fingerless gloves that had a studded back and studded wristbands. He also had a wing-like accessory pinned to his right arm and could cover his entire arm.

The last thing the group saw was this man lunging at them.

**AN:**

How was that everyone! I hope you liked it! Nothing like a good cliff hanger, even though you all know what happens next. I love the show and all but damn do I hate re-watching a show to get the dialogue, looks, and some events right, especially since I just finished the series only a month and half or so ago.

My plan is to update weekly give or take a day or two. Though once intersession is over and classes start up again it might be pushed to a week and a half to two weeks. But I'll try to avoid that if I can! I know what it's like to be waiting for a fanfiction to update, only to have it never do so. There are way too many for my taste, especially a lot of good ones that haven't been updated since like 2007 that had over 20k words and multiple chapters and then I'm always left with that feeling of unfulfillment.

Please review if you'd like and continue to read and hopefully enjoy this story! I'll be back in about a week with the next chapter, how will Ulquiorra fit into the Phantom Lord battles, wait and find out! (Nothing like sounding like the narrator for the 'next time on…' for shows'


	3. Arrancar versus Phantom

Disclaimer! I do not own Bleach or Fairy Tail. They are owned respectively by Tite Kubo and Hiro Mashima!

**AN:**

Hey everybody! Sorry for the major delay in getting this chapter out. I had to leave on my swim team's training trip before I could post this chapter. I'm actually posting it right now from the hotel we're at. I hope you all enjoy this chapter!

Looking at the clock and seeing that it is well past the usual time that most people arrive at the guild, Ulquiorra raised his eyebrows slightly. _'This is strange, usually a good number of the members are here by now. Could something have happened to them after they left?'_ He pondered. Using his pesquisa, he sensed a large group of people, with a fair number of Fairy Tail mages mixed in, around a tree in Magnolia Southgate Park. Getting up, he quickly strode towards the door and left the guild, Sonido'ing as soon as the door closed.

He arrived to see a mass of people gathered around the tree, most of them civilians. He recognized several Fairy Tail members, the members of Team Natsu being prominent at the front of the group, their anger clear as day. What he saw made him clench his hands in anger. On the tree were Levy, Jet, and Droy. The three of them beaten to a pulp, covered in bruises and cuts. Their clothes were in tatters. On Levy's stomach there was a symbol drawn, a circle surrounded by an upwards facing crescent with a thin curvy line that made a loop, looking like a sideways L in cursive, at the bottom of it. He didn't recognize the symbol but he could make a confident guess as to what it was. "Is that Phantom Lord's guild mark?" He asked Erza, his hand still clenched as he stared at his new comrades on the tree.

"Yes, how did you know?" She replied, slightly surprised at his correct guess. She was even more surprised that his hands were clenched tightly and his eyes had a hard edge to them as they bore into the members of Team Shadow Gear.

"It's only logical, they just attacked our guild hall yesterday, and then this the very same night. And plus those shackles pinning them to the tree have the same feel to them as those giant iron poles at the guild hall." He explained, his eyes losing the anger in them as he forced himself to calm down. _'Anger. I hardly know them, yet I am angry because they were harmed. This is unsettling, but not unpleasant, is this one of those…bonds that Makarov always talks about?' _He thought to himself as he switched his now calm gaze back the unconscious members of Fairy Tail attached to the tree. _'Perhaps I have already created one of these bonds with the guild, the place that accepted me without hesitation despite what I am.' _He stopped his train of thought there as he felt Makarov's presence, and it was bursting with anger, easily topping Natsu's. Looking back he saw Makarov in a white tunic with Fairy Tail symbol on the left collar and a black pants. Over it all he had a formal white coat with white fur around the edge and the Ten Wizards Saints symbol on the back. He also had a wooden staff that was topped with a swirl.

"Master…" Erza uttered, her voice low and heavy with emotion.

"I can take our headquarters being reduced to rubble." He began his voice low but slowly rising with each word, as he gazed upon the tree. "But I will not let harm come to my children without taking REVENGE!" He shouted angrily, crushing his staff to splinters. His action and words startled Lucy as she visibly recoiled at them. He flared his magic, encasing himself in a golden aura that made his clothes flap from the wind created. "We have no choice but to go to war!" He declared.

Ulquiorra removed the shackles from the three unconscious mages and gently brought each one down. He gave one to Erza, Gray, and Natsu to bring to the local hospital not far from the ruined guild hall. The three of them and Lucy and Happy left immediately. He stayed behind to discuss the war with Makarov. "Going to war with another guild. Wouldn't the Council be against such an action?" He asked.

"Yes. Confrontations between guilds are against the rules. And violators would be severely punished or even shut down." The short guild master answered sadly.

"Then why risk it?" Ulquiorra questioned, confused as to why the old man would risk getting Fairy Tail shut down over such a small problem. He'd seen worse happen to other arrancar from each other or members of Espada. He got his answer when he saw the master's eyes, they blazed with fire and passion for his guild.

"I would rather die than let my children get treated like those three were. If Fairy Tail gets shut down, then so be it, at least I would have protected them from this." The guild master replied, his voice filled with determination.

"I see." The Espada intoned bring his fist to his mouth as he thought for a moment. _'I believe that I should help them. Perhaps it will make understanding my heart easier, hopefully.'_ Turning back to Makarov and dropping his hand back into his pocket, "Very well. I shall support the guild in this war. We should gather everyone at once." He finished, his covered with the usual emotionless mask. Makarov nodded and they left to the guild hall.

Three hours later at the hospital Lucy was watching over Levy, Jet and Droy. They were each covered in bandages to a degree and were all out cold still. Lucy was heartbroken to see them in such a state. "Droy, Jet, and poor Levy." She muttered to herself sadly. "Phantom Lord is heartless. How could they do this?" She asked no one in particular as she looked out the window towards Fairy Tail's guild hall still punctured with the iron poles. She thought back to the time when she first met Levy and team Shadow Gear and how she promised to let Levy be the first person to read her book. Clenching her skirt tightly as her eyes watered, "What they've done is unforgivable. They're going to pay" she shed her tears as she finished.

Meanwhile in Oak Town at the Phantom Lord guild hall, the guild was celebrating the humiliation of Fairy Tail. Many called Fairy Tail scaredy cats and others wanted to fight some fairies too. Three members were walking towards the door discussing how they wanted to tear off some fairy wings themselves since Gajeel already took out three of them. As they reached the large double doors of the guild, the door exploded towards them in a ball of fire. The three were sent flying back, charred and unconscious. Everyone got up ready to fight only to see Natsu in front of the entire Fairy Tail guild, including Makarov and Ulquiorra.

"Fairy Tail has come calling!" Makarov declared as the members of Phantom Lord charged towards them with battle cries.

A large number of them jumped to attack Natsu who easily sent them flying back in crisp with his **Fire Dragon's Wing Attack**. "Who wants to play with fire!?" He challenged before the first wave hit the ground from his attack. With that, the entirety of the two guilds charged towards each other, Phantom Lord easily outnumbering Fairy Tail three to one, perhaps even four to one. The battle was evenly matched for the most part, though Fairy Tail had the upper edge.

A large group surrounded Makarov but he quickly transformed into a giant and crushed them all. They called him a monster. He answered by shouting, his voice distorted greatly, "And you dare to lay your hands on this monsters children! Are you foolish enough to believe that human laws will protect you from my rage?"

The members of Phantom Lord were panicking now, they were losing easily to Fairy Tail and they knew it. They looked around and saw Erza putting down over a dozen members in one attack, Reedus knocking out a group with his **Picto-magic**, Laki using her strange **Wood-make** magic, and even Happy taking out small groups by himself. Makarov shouted, "Jose! Show yourself!"

Erza requipped into her Flame Empress armor and took out two dozen more Phantom Lord members with another attack. "Tell me, where I can Gajeel and the Element Four!" She demanded. Gajeel meanwhile was standing in the rafters watching he fight from above.

"Ahh. The legend herself. Titania Erza. I guess Laxus and Mystogan are too scared to play. Or do they not care? Either way, Master Jose knew exactly how this was going to go down." He thought aloud with his arms crossed. "Looks like they're pretty good fighters, for a bunch of scumbags." He finished, but then hearing a static boom he jumped to another rafter. Looking to where he was before, he saw a man clad in a white uniform of sorts, a pale face with green eyes, teal tear lines, and shaggy black hair.

"You're Gajeel Redfox. The Iron Dragon Slayer. The man who destroyed Fairy Tail's guild hall and attacked three members mercilessly." Ulquiorra stated coldly, no emotion showing in his voice or face, unsettling the iron dragon slayer greatly.

"Yeah, what about it?" He sneered at the figure. "What does it matter to you?"

"I am a member of Fairy Tail, and I will not allow your transgression against my guild to go without consequences." He answered in his bored tone, eyes never leaving Gajeel. His hands were still in their pockets.

"Oh really?" Gajeel began, "I never heard of you. You don't stand a chance agai-" he was cut off as Ulquiorra disappeared and reappeared right next to him with sonido. He crossed his arms instinctually as the arrancar kicked him, very much like he kicked Erza. The supposed ace of Phantom Lord was sent flying through the air towards the ground where he crashed into the stairs, completely destroying them. As the dust cleared he was relatively unharmed but that was only because he used his **Iron Dragon's Scales** to reduce the damage, but the kick had shattered them and almost his arms as well. _This guy could break my scales with a simple kick, what is he?'_

Master Makarov had reached the back of the hall and the stairs that lead to the rest of guild hall. He called out to Ulquiorra and Erza, "Ulquiorra! Erza! I'll leave the rabble to you!" They both nodded in response.

"I hope you have more power than that, trash." Ulquiorra challenged Gajeel flatly as he stared at the man with unimpressed eyes. He floated down to where he was and touched down a few meters away. Feeling the anger rising in the iron dragon slayer he was not impressed by the increase of magical power he felt. "At that level of power, Erza could defeat, perhaps even Natsu. My presence here is unnecessary." He began to walk away towards the exit, Gajeel felt panic. _'The plan could fail if this guy found Lucy before the Element Four did.'_ Gajeel thought.

"I haven't even gotten started yet, freak!" He shouted, placing his hands front of his face and taking a deep breath. "**Iron Dragon's Roar**!" He shouted as a cloud of swirling bits and dust of steel flew from his mouth heading straight towards Ulquiorra's unprotected back.

After the dust settled from his attack, which he put a great deal of his power into, his eyes widened in shock and horror. Standing exactly where had been, unmoved and completely unharmed from the attack stood the Espada. Not even his clothes were torn up a bit. It was as if his attack never existed. Ulquiorra turned his head to look at the mage, slightly impressed that he was able to raise his magic power enough to push him back a few inches considering the difference in power. He pulled his right hand out of his pocket and pointed it right at Gajeel. Feeling the build-up of energy in it, the dragon slayer decided to continue attacking the pale man. He turned his right hand into a chainsaw-like sword, "How do you like my **Iron Dragon's Sword**! It can cut anything!" He stated as he lunged at Ulquiorra swing down the blade with all his might. He was stunned at the result. He had been expecting the arrancar to either dodge or cut by his sword, especially with the spikes on it spinning. What actually happened was that his blade was stopped by the back of Ulquiorra's hand with no damage shown.

Ulquiorra still having the energy gathered in his hand, fired a **bala** point blank against the sword, which had stopped spinning since the spikes got caught against his hand, the explosion sent Gajeel flying into a wall and making a large indent into it. He spat up some blood upon impact. His sword was splintered upon the detonation of the **bala **and he was not unscathed from the blast before hitting the wall, he was covered in burns and cuts. Realizing that Gajeel was trying to keep him there despite the obvious difference in strength. He sonido'd to Erza, "I think they're after Lucy. They're obviously trying to keep us busy here, and she's the only one not here, other than the three that were injured." He explained to the armored mage, now in her Black Wing Armor.

She nodded, "Go ahead, we can handle this."

Ulquiorra disappeared in a burst of static. It didn't take him long to reach Magnolia again, only fifteen minutes to reach Magnolia. But as soon he got there and used his Pesquisa, he knew he was too late. He could feel Lucy's presence lingering in an alleyway along with two stronger presences lingering there, probably from using magic to capture her. He sonido'd to the spot only to find Lucy's Celestial Keys on the ground. This proved his theory about her being the target as far as he was concerned. _'She wouldn't let her keys fall to the ground or be left like this. She told me as much when I asked her about her magic. Though she seemed fearful of one of her key's spirits.' _He speculated mentally. _'Though the trail is too cold to follow now. They must have taken precautions to get away quickly, I'm guessing.'_ He picked up her keys and sonido'd towards the hospital just to make sure the three members of Team Shadow Gear were safe. Once he confirmed that, he decided to go back to the battle at Oak Town.

He arrived only to see the guild in full retreat. Elfman carrying a green Makarov. Ulquiorra could sense no magic from him, and barely could feel his life it was so low. Looking towards Erza, "What Happened?" He asked coldly. She flinched at the coldness but knew that it wasn't directed at her, it was just Ulquiorra's usual way of speaking when upset she figured.

"They ambushed him when he was confronting Jose. He must've been using a thought projection while a member of the Element Four, Aria snuck up on the master and used **Drain** on him. We have to get him to Porlyusica immediately!" She answered, casting a worried glance at the rest of the guild, which was demoralized now as they retreated.

"I'll cover your retreat." He offered, turning and running back towards the oncoming Phantom Lord guild without waiting for a reply.

"Go back now, or I will crush you, like the trash you are." He demanded the oncoming mob calmly, seemingly bored of them already.

"Yeah right!" One member yelled, "One man against all of us! You have a death wish!" Another called out.

"Very well then. You trash had your chance." He muttered pulling his right hand out and collecting a fair amount of energy to it. "**Bala**." He whispered as sent volley after volley of the weak attack into the mass of mages. Each **bala** hit with an explosion and sent a half dozen or so Phantom Lord members flying back unconscious or wounded. After a few volleys, they were in full retreat. He turned and left after they had gone back a fair distance. He used sonido to catch up with Fairy Tail, almost halfway home now.

When they got back to Magnolia, Ulquiorra, Mirajane, and Erza brought Makarov to Porlyusica to get healed. Afterwards the three went back to the ruined guild hall, which now had the pillars removed and was shoddily patched up. They went to the basement where they noticed everyone grumbling about having to retreat as they nursed their wounds and broken pride. Macao was trying to plan a second assault against Phantom Lord with Wakaba's help. Ulquiorra saw Natsu and Gray sitting with Lucy, and headed over to them. He heard Gray, Elfman, and Happy ask Lucy why she hid the truth from them, piquing his curiosity. "What truth?" He asked flatly looking at each member of the group.

"Phantom Lord attacked us so they could get Lucy and bring her back to her father who had hired them." Gray answered him.

"Yeah, I come from a really wealthy family. The Heartfilia's. I ran away though because my father never cared about me, only about his business." Lucy finished sadly. "This is all my fault. Everyone got heart because of me." Her eyes were beginning to water. "I wasn't trying to hide anything. I mean there's no way I could bring up that I'm a runaway in casual conversation. I've been gone a year and my father hasn't cared. But all of a sudden he wants me to force me to come home?" Her voice was laden with grief and anger. "He's done all of those horrible things to get me to go home. I hate him!" She shouted angrily through a few tears. "Though if I hadn't left, none of this would have ever happened."

"No." Ulquiorra asserted, before the blond could go any further in blaming herself.

"What?" she asked confused by his interruption. She looked up from her hands her brown eyes brimming with tears as they met his calm green eyes. They weren't emotionless like usual, just a calmness in them that eased her nerves a bit surprisingly.

"I may not have been a part of this guild for long, but I can tell that everyone here wants you here with them," he explained. "This probably would have happened at some point anyways, without your father's influence. That merely gives them that trash a reason to attack us sooner rather than later. You are a part of this guild, this…family" he hesitated saying the last word, even his eyes flashed with uncertainty, surprising Lucy a bit.

Hearing a distressed shout, Ulquiorra turned to see Cana throw her cards in the air, failing to find Mystogan. "If Lucy's their real target, they're bound to attack. And I would bet that its sooner than later. Right now we just have too many wounded to put up much of a fight." She informed Mira before drinking out of a small bottle of booze.

Mira turned back to the communication Lacryma in front of her. "Master's seriously injured, and we can't seem to be able to locate Mystogan." She whispered. "You're the only one we can turn to. Help us Laxus?" she pleaded softly causing his face to grimace in the crystal. "We really need you, Fairy Tail is in terrible danger."

Laughing Laxus began, "Makarov is pathetic! I don't see how this is even remotely my problem. You're big girls, so deal with it yourselves."

"So you're not going to help us!" Cana demanded angrily.

"Of course not! Why would I?' He refused their pleas. "That senile old fool began all of this. Why do I have to be the one to clean up his mess?"

"Please, Laxus. Phantom's trying to kidnap Lucy." Mirajane tried asking for his help again.

"Who? Do I even know her?" he began. After a moment of silence, "Ohhh, wait. Is it that new girl? Tell you what. If you can talk blondie into being my woman, I'll do anything she wants." He offered with an arrogant smirk.

"You're such a pig!" Cana spat angrily at his behavior.

"Is that any way to talk to someone you're begging for help? Tell the old geezer that he's over the hill and should hand the guild over to me! Hahaha" He cackled as the lacryma shattered.

Tears beginning to fall, Mira turned to Cana. "How can anyone in Fairy Tail be so heartless and cruel? I can't just sit here and watch. I have to join the others and fight." She insisted through tears.

"Don't be ridiculous!" Cana scolded her fiercely.

"I hate feeling so useless stuck here at the guild hall. I want to help." She wept.

"I know, but you'll only get in the way as you are now. Even if you were once an S-class mage." Cana reasoned with her.

"That is correct." Turning around, both women were surprised to see Ulquiorra leaning against the bar. "You may not be able to fight now, but your heart is able to lift the spirits and hopes of everyone here. I've seen you do it before." He continued, looking at the wall still. "Huh?" he uttered when he felt two arms wrap themselves around him and his shoulder getting damp. He looked down to see Mira hugging tightly and crying into his shoulder. He raised an eyebrow at Cana who had a small smirk on her face now.

Ulquiorra was the first to feel it. The rumbling of the ground as something heavy moved towards Magnolia. "They're coming." He said simply, as Mirajane detached herself from him with a blush. He took note of it, still confused about. He and the rest of the guild ran outside and looked towards the bay where they saw a castle on a plot of land that was uprooted and had six massive mechanical legs that moved it towards Fairy Tail.

Everyone was panicking at the sight of the moving guild hall. Ulquiorra however was unimpressed by it. "I never anticipated this. I never thought they'd go to such extremes to attack us." Erza managed to say, her eyes also wide in fear. She was clad in only a towel, since her shower was interrupted. Suddenly a panel opened on the guild hall as Ulquiorra felt a huge spike of energy coming from within the guild hall. A cannon barrel extended out of the opened panel and aimed directly at Fairy Tail's guild hall and members. A dark ball of magic quickly began swirling into existence at the end of it. "Run! Everyone get out of here now!" Erza ordered as she charged forward requipping into her adamantine armor and bracing for impact.

Ulquiorra made his decision once he saw Erza requip into that armor. He sonido'd to where Erza was, grabbed her and threw her back the rest of the guild just as the cannon fired. He pulled out his right raised it towards the oncoming beam. When it hit he got pushed back slowly towards the guild hall. He was leaning against the attack, his feet creating ruts in the ground as he was pushed back. He pulled out his left hand and pushed it against the concentrated magic beam as well. The ground around him was become cracked and was shifting from the intensity of the attack. "Hnn" he grunted at the familiar feeling of an attack overcoming him like this, but he intensified his spiritual pressure to keep it contained as it exploded, engulfing the area around him in a violent whirlwind of magic from the cannon. The wind from the explosion pushed everyone in Fairy Tail back and forced them to cover their faces.

They were all panicking after the wind died down and the dust cloud was still too thick to see through. None of them could see or sense Ulquiorra's presence.

"To be able to stop that, I can't believe it." Macao marveled at the arrancar's power.

"Look though, there's no sign of him at all." Cana interjected softly.

Erza was shocked, "That should have been me, not him" She muttered. "He is a true Fairy Tail mage. To be willing to take the hit from that and even stop it from hitting us, is incredible."

"Oh no!" Lucy gasped, "This is all my fault!"

Mirajane was paralyzed with fear for Ulquiorra. "Ulquiorra?" she whispered, hoping to get a response even though her voice was so low she could hardly hear it herself.

"He was a true man. To be able to stop that is manly" Elfman said sadly with respect.

"Wait! What's that?" Natsu shouted seeing a form in the thinning dust cloud.

As the dust finally settled down completely, Ulquiorra was revealed to be standing, his hands were cut and bleeding from the elbow down, and his sleeves were non-existent all the way up to the elbow. The rest of his clothes had dirt and dust on them with a few rips here and there. "My, my. Even with both hands, I couldn't completely stop it. I'm surprised." He said aloud, his voice having a hint of surprise underlying the bored tone. "Was that everything you had?" He inquired towards the large guild hall, not expecting an answer though. Turning to face the rest of his guild he took in their shocked and almost horrified expressions at his power and resilience, but they were quickly replaced with relief at seeing him all right.

"What were you doing? Making me worry like that!" Mirajane walked over to him angrily, her dark aura matching his. "I thought that I…we lost you there." She whispered looking down and losing her frightening aura as it was replaced by a calm but worried one.

"I…apologize." He spoke softly, his flat voice tinged with a hint of regret. Shocking himself and even Mira at the unusual tone. He didn't understand why he was feeling it, and it showed in his eyes, which Mirajane caught onto, having been around him enough to see the subtleties of his emotions, as few and far apart as they are, show in his eyes. The white haired mage just smiled up at him in response.

"Makarov has fallen, and that man can't possibly use his arms after being hit by the Jupiter cannon." Jose's voice announced through the giant guild hall's speakers. "Your chances of victory are slim against us now. Surrender Lucy Heartfilia immediately. You have no choice." He demanded.

"That's not gonna happen!" the gun mage Alzack in his brown old-western style poncho yelled.

"Like any guild would hand one of their own over to a monster like you!" Bisca, Fairy Tail's other gun mage in her ranch hat and green hair shouted too.

Macao also hollered at the Phantom Lord guild hall, "You here that? Lucy's staying put!" this earned a resounding cheer and supporting claims from the various members of Fairy Tail. Hearing all of their support Lucy began tearing up again.

"I won't ask again!" Jose threatened angrily.

"Maybe I should just go with them, give myself up." She sobbed, not wanting anymore members of Fairy Tail of get hurt because of her.

"We would never betray her like that!" Erza protested, "You'd have to kill us first!"

That made Lucy open her eyes wide. Everyone in the guild supported Erza's claim. Natsu began shouting as well. "You better stop asking! Cause we aren't going to give you any other answer! We're going to take every one of you guys down!"

Placing a fully healed hand on her shoulder, Ulquiorra shocked Lucy from her crying. "Everyone here is fighting to protect you, not because they are obligated to but because they want to. I remember one person doing just that, even against terrible odds he fought on, refusing to give up on his friends." He said calmly, trying to reassure her. "They will pay for what they've done to us and to you, girl." He claimed making her eyes widen and full of determination.

"That's it! I'll give you a second helping of Jupiter! You've got fifteen minutes to ponder the folly of your actions!" Jose roared over the intercom.

Everyone was panicking again, wondering what to do. "We destroy it." Ulquiorra's bored tone cut through their worry as they began to realize they could do it. But before they could make a move, hundreds of ghost-like beings in cloaks began flying out of the mobile guild hall.

"There are only two ways this can play out Fairy Tail. Either my troops tear you apart, or you'll be blown away by Jupiter." Phantom Lord's guild master claimed as he had the shades attack Fairy Tail.

"Natsu, Gray, Elfman, and myself will assault the guild hall and try to destroy the cannon. Everyone else stay here defend each other and the guild hall! Reedus, take Lucy to the safe house" Erza ordered as she and the ones she mentioned took off for the enemy guild hall. Reedus brought the celestial mage to a warehouse in the middle of town.

The shades proved to be dangerous to the mages, draining them of energy every time their attacks connected with the mages. Even as the mages wiped them out, more and more kept on streaming through. Ulquiorra, however, was having no problem, his hierro prevented the shades from doing any harm to him as he tore through them. Not too long after the group left to attack the cannon, did everyone on shore see the cannon fall apart as Natsu destroyed the Lacryma for it.

What happened next stunned everyone as the guild hall began shifting into a giant robot somehow. It used its hand to begin making a massive magic circle to cast an **Abyss Break **that would destroy the entirety of Magnolia. Ulquiorra raised his eyebrows, not impressed by the giant machination of a guild hall in front of him

Meanwhile, the warehouse had been attacked by Gajeel and two other Phantom Lord mages who easily defeated Reedus and Loke who had come to the rescue. He brought Lucy to the now transformed guild hall. He was told to watch over her and he killed his time by kicking her around.

**AN:**

How was that? I can't wait to have Ulquiorra well and truly join the battle in the next chapter.

I hope you enjoyed reading this chapter.


End file.
